The Sale of Sole Proprietorship Business Agreement is a crucial document used when transferring the complete ownership of a sole proprietorship business in the Philippines. This agreement becomes necessary when a business owner wishes to sell their entire business operation to another party, whether due to retirement, relocation, or other business decisions. The document must comply with Philippine legal requirements, including those set by the Department of Trade and Industry (DTI), Bureau of Internal Revenue (BIR), and local government units. It covers essential aspects such as asset transfer, liability assumptions, employee transitions, and business registration changes. The agreement is particularly important in the Philippine context as sole proprietorships are a common business structure, especially for small and medium-sized enterprises, and their transfer requires specific legal and regulatory compliance measures.
Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.
Your data doesn't train Genie's AI
You keep IP ownership聽of your docs
1. Parties: Identification of the Seller (current business owner) and Buyer with complete legal names and addresses
2. Background: Brief history of the business, its current operation status, and the intention to sell/purchase
3. Definitions: Key terms used throughout the agreement including 'Business', 'Assets', 'Effective Date', 'Purchase Price', etc.
4. Sale and Purchase: Core agreement to sell and purchase the business, including the scope of what is being transferred
5. Purchase Price and Payment Terms: Detailed breakdown of the purchase price, payment schedule, and payment methods
6. Conditions Precedent: Conditions that must be met before the sale becomes effective
7. Completion: Details of the completion process, timing, and requirements for transfer of ownership
8. Seller's Warranties and Representations: Warranties regarding business ownership, operations, financial statements, and legal compliance
9. Buyer's Warranties and Representations: Warranties regarding ability to purchase and operate the business
10. Handover and Transition: Process for business handover, including operational transition and knowledge transfer
11. Confidentiality: Obligations regarding business information confidentiality
12. Post-Completion Obligations: Ongoing obligations of both parties after the sale is completed
13. Governing Law and Jurisdiction: Specification of Philippine law as governing law and jurisdiction for disputes
14. General Provisions: Standard contract clauses including notices, amendments, and severability
1. Employee Matters: Required if the business has employees - details treatment of existing employees and related liabilities
2. Intellectual Property: Required if the business owns trademarks, patents, or other IP rights
3. Real Property Leases: Required if the business operates from leased premises requiring lease transfer or assignment
4. Non-Compete Clause: Optional restriction on seller's future business activities
5. Seller's Training Obligation: Optional clause requiring seller to provide training to buyer for specific period
6. Outstanding Litigation: Required if there are any pending legal proceedings involving the business
7. Environmental Matters: Required for businesses with environmental compliance obligations
8. Third-Party Consents: Required if any third-party approvals are needed for business transfer
1. Schedule 1 - Business Assets: Detailed inventory of all physical assets included in the sale
2. Schedule 2 - Contracts and Agreements: List of all business contracts to be transferred
3. Schedule 3 - Financial Statements: Recent financial statements and management accounts
4. Schedule 4 - Licenses and Permits: List of all business licenses and permits to be transferred
5. Schedule 5 - Employee Information: Details of employees including positions and terms of employment
6. Schedule 6 - Intellectual Property: List of all IP rights owned by the business
7. Appendix A - Form of Transfer Instruments: Templates for various transfer documents required
8. Appendix B - Handover Checklist: Detailed checklist for business transition process
Find the exact document you need
Farm Purchase Agreement
A legal agreement for the purchase and transfer of agricultural land in the Philippines, compliant with local agrarian reform laws and regulations.
Download
Dog Selling Contract
A legally compliant contract template for dog sales in the Philippines, incorporating requirements under Philippine animal welfare and consumer protection laws.
Download
Product Contract
A Philippine law-governed agreement establishing terms for product sale, purchase, or supply, ensuring compliance with local commercial and consumer protection regulations.
Download
Vehicle Purchase Form
A Philippine-compliant legal document for vehicle sales and purchases, meeting LTO requirements and local transportation regulations.
Download
Lease To Purchase Contract
A Philippine law-governed agreement combining property lease terms with a future purchase option, establishing rights and obligations for both temporary occupation and potential ownership transfer.
Download
Used Car Sale Contract
A Philippine law-governed contract for the sale and transfer of ownership of a used motor vehicle, ensuring compliance with local regulations and protecting both buyer and seller interests.
Download
Furniture Sale Agreement
A legally binding agreement under Philippine law that governs the sale and purchase of furniture, including terms of sale, delivery, and warranties.
Download
Sales Rep Agreement
A Philippine law-governed agreement establishing terms between a Principal and Sales Representative for product/service representation and sales activities.
Download
Export Sale Contract
A Philippine law-governed contract establishing terms for international sale and export of goods from a Philippine seller to a foreign buyer.
Download
Restaurant Sale Agreement
A legal agreement under Philippine law governing the sale and transfer of a restaurant business, including assets, licenses, and operational rights.
Download
Deed Of Sale With Assume Balance
A Philippine legal document that transfers property ownership while enabling the buyer to assume the seller's existing loan balance, subject to Philippine civil and property laws.
Download
Sales Manager Contract
A comprehensive employment agreement for Sales Manager positions in the Philippines, compliant with local labor laws and including sales-specific terms and conditions.
Download
Exclusive Rights To Sell Agreement
A Philippine law-compliant agreement granting exclusive property selling rights to a specific real estate broker or agency for a defined period.
Download
Domestic Sales Contract
A Philippine law-governed contract for domestic sale of goods, establishing terms and conditions while ensuring compliance with local regulations.
Download
Deed Of Sale Of A Portion Of Land
A Philippine legal document that transfers ownership of a defined portion of land from seller to buyer, complying with local property laws and registration requirements.
Download
Sale Of Sole Proprietorship Business Agreement
A legal agreement under Philippine law for transferring ownership of a sole proprietorship business, including assets, liabilities, and operations.
Download
Product Sales Agreement
A Philippine law-governed agreement establishing terms and conditions for commercial product sales between parties.
Download
Deed Of Sale Form
A Philippine legal document that transfers property ownership from seller to buyer, requiring notarization and registration under Philippine law.
Download
Absolute Deed Of Sale Of Motor Vehicle
A Philippine law-compliant legal document that transfers complete ownership of a motor vehicle from seller to buyer, including all necessary details and warranties.
Download
Art Sale Contract
A Philippine law-compliant contract for the sale and transfer of artwork, addressing ownership, authenticity, and legal requirements for art transactions.
Download
Contract And Bill Of Sale For Automobile
A Philippine law-compliant document that formalizes the sale and transfer of ownership of a motor vehicle, combining a contract of sale and bill of sale.
Download
Gas Sale Agreement
A commercial agreement for the sale and purchase of natural gas, governed by Philippine law and energy regulations.
Download
Business Purchase Agreement
A Philippine law-governed agreement that documents the terms and conditions for the purchase and sale of a business or its assets.
Download
Asset Sale Agreement
A Philippine law-governed agreement for the sale and purchase of assets, detailing transfer terms, conditions, and compliance requirements.
Download
Sale Leaseback Agreement
A Philippine law-governed agreement combining property sale and immediate leaseback arrangements, allowing the seller to continue using the property as a tenant while transferring ownership.
Download
Sales Agent Contract
A Philippine law-governed agreement establishing the terms and conditions between a principal and sales agent for product/service representation and sales.
Download
骋别苍颈别鈥檚 Security Promise
Genie is the safest place to draft. Here鈥檚 how we prioritise your privacy and security.
Your documents are private:
We do not train on your data; 骋别苍颈别鈥檚 AI improves independently
All data stored on Genie is private to your organisation
Your documents are protected:
Your documents are protected by ultra-secure 256-bit encryption
We are ISO27001 certified, so your data is secure
Organizational security:
You retain IP ownership of your documents and their information
You have full control over your data and who gets to see it
.png)